SEC Form 4 · accession 0001179110-17-007088
BOINGO WIRELESS INC · WIFI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dawn Callahan
Officer — Chief Marketing Officer
Period of report
May 9, 2017
Accepted (ET)
May 11, 2017 · 6:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001169988
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 9, 2017 | S | 17,599 | $16.06 | D | 58,425 | D | |
| Common Stock | May 10, 2017 | S | 7,401 | $15.75 | D | 51,024 | D | |
| Common Stock | May 10, 2017 | S | 25,000 | $15.84 | D | 26,024 | D | |
| Common Stock | May 10, 2017 | S | 5,375 | $16.03 | D | 20,649 | D | |
| Common Stock | May 10, 2017 | M | 19,625 | $1.40 | A | 40,274 | D | |
| Common Stock | May 10, 2017 | S | 19,625 | $15.96 | D | 20,649 | D | |
| Common Stock | May 11, 2017 | M | 7,800 | $1.40 | A | 28,449 | D | |
| Common Stock | May 11, 2017 | S | 7,800 | $15.82 | D | 20,649 | D | |
| Common Stock | May 11, 2017 | M | 16,825 | $1.40 | A | 37,474 | D | |
| Common Stock | May 11, 2017 | S | 16,825 | $15.82 | D | 20,649 | D | |
| Common Stock | May 11, 2017 | M | 375 | $1.40 | A | 21,024 | D | |
| Common Stock | May 11, 2017 | S | 375 | $15.82 | A | 20,649 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F1 | $1.40 | May 10, 2017 | M | 19,625 | D | — | Dec 31, 2019 | Common Stock | 19,625 | 375 | D |
| Employee Stock Option (Right to Buy)F2 | $1.40 | May 11, 2017 | M | 7,800 | D | — | Apr 22, 2019 | Common Stock | 7,800 | 0 | D |
| Employee Stock Option (Right to Buy)F3 | $1.40 | May 11, 2017 | M | 16,825 | D | — | Dec 31, 2018 | Common Stock | 16,825 | 3,175 | D |
| Employee Stock Option (Right to Buy)F1 | $1.40 | May 11, 2017 | M | 375 | D | — | Dec 31, 2019 | Common Stock | 375 | 0 | D |
Explanation of responses
- F1Subject to continuous service, this option is exercisable with respect to 1/4th of the shares subject to this option on 12/31/10; and with respect to an additional 1/36th of the remaining shares subject to this option each month thereafter; as of the transaction date this option is fully vested and exercisable.
- F2Subject to continuous service, this option is exercisable with respect to 1/4th of the shares subject to this option on 11/18/09; and with respect to an additional 1/36th of the remaining shares subject to this option each month thereafter; as of the transaction date this option is fully vested and exercisable.
- F3Subject to continuous service, this option is exercisable with respect to 1/4th of the shares subject to this option on 5/4/12; and with respect to an additional 1/36th of the remaining shares subject to this option each month thereafter; as of the transaction date this option is fully vested and exercisable.